(TheNewswire)
Vancouver, Canada– July 18, 2024 – TheNewswire – AztecMinerals Corp. (AZT: TSX-V, OTCQB: AZZTF) (“ Aztec ” or the “ Company ”) is pleasedto announce that it is amending the terms of its non-brokered privateplacement financing, previously announced on July 16, 2024, for up to13,888,888 units of the Company (“ Units ”) at a priceof C$0.18 per Unit for aggregate gross proceeds of up to C$2,500,000,increased from C$1,500,000 (the “ Offering ”). EachUnit will consist of one common share in the capital of the Company (a“ Share ”) and one-half of one Share purchase warrant ( each full common share purchase warrant, a “ Warrant ”). Each whole Warrant will entitlethe holder thereof to purchase one Share at an exercise price ofC$0.25 for twenty-four (24) months following the closing date of theOffering.
The Units to be issued under the Offering will beoffered to purchasers pursuant to the listed issuer financingexemption (“ LIFEExemption ”) under Part 5A of NationalInstrument 45-106 – Prospectus Exemptions (“ NI 45-106 ”), in allthe provinces of Canada, except Quebec. The Units offered under theLIFE Exemption will not be subject to resale restrictions pursuant toapplicable Canadian securities laws. The Units may also be offered topersons in the United States pursuant to exemptions from theregistration requirements under the United States Securities Act of1933, as amended (the “ U.S.Securities Act ”) and all applicable U.S.state securities laws, as well as outside Canada and the United Stateson a basis which does not require the qualification or registration ofany of the Company’s securities or require the Company to be subjectto any ongoing disclosure requirements under any domestic securitieslaws.
There is an amended and restated offering documentrelated to the Offering that can be accessed under the Company’sprofile at on SEDAR+ at www.sedarplus.ca and on the Company’s website at www.aztecminerals.com . Prospectiveinvestors should read this offering document before making aninvestment decision.
The Company intends to use the net proceeds of theOffering to fundthe Company’s phase I reverse circulation (RC) drill program at theTombstone Project (including ongoing joint-venture expenses), to fundongoing expenses at the Cervantes Project and for general workingcapital and corporate expenses .
The closing date of the Offering is expected to occuron or about July 25, 2024 (the “ Closing Date ”), or suchlater date or dates as the Company may determine, and are subject tocertain conditions including, but not limited to, the receipt of allnecessary approvals, including conditional approval from the TSXVenture Exchange.
In consideration of the services to be rendered by oneor more finders (the “ Finders ”) in connection with the Offering,the Company may pay to a Finder a commission consisting of: (i) a cashfee of 7.0% of the aggregate gross proceeds of the Offering raisedfrom subscribers introduced to the Corporation by such Finder, payableon the date of Closing Date and (ii) such number of Common Sharepurchase warrants, in the form approved by any officer or director ofthe Corporation, to such Finder (the “ Finder’s Warrants ”) as is equal to 7.0% of the number of Units subscribedfor by subscribers introduced to the Corporation by such Finder, suchFinder’s Warrant having an exercise price of $0.18 per Common Shareand an expiry date of twenty four months from the Closing Date.
The securities to be offered pursuant to the Offeringhave not been, and will not be, registered under the U.S. SecuritiesAct or under any U.S. state securities laws, and may not be offered orsold in the United States or to, or for the account or benefit of, a“U.S. person” (as defined in Regulation S under the U.S.Securities Act) absent registration or any applicable exemption fromthe registration requirements under the U.S. Securities Act andapplicable U.S. state securities laws. This news release shall notconstitute an offer to sell or the solicitation of an offer to buysecurities in the United States, nor shall there be any sale of thesesecurities in any jurisdiction in which such offer, solicitation orsale would be unlawful.
“Simon Dyakowski”
Simon Dyakowski , Chief Executive Officer
Aztec Minerals Corp.
About Aztec Minerals – Aztec is a mineral exploration company focused on twoemerging discoveries in North America. The Cervantes project is anemerging porphyry gold-copper discovery in Sonora, Mexico. TheTombstone project is an emerging gold-silver discovery with high gradeCRD silver-lead-zinc potential in southern Arizona. Aztec’s sharestrade on the TSX-V stock exchange (symbol AZT) and on the OTCQB(symbol AZZTF).
Contact Information - For moreinformation, please contact:
Simon Dyakowski, President & CEO, Director
Tel: (604) 685-9770
Fax: (604) 685-9744
Email: info@aztecminerals.com
Website: www.aztecminerals.com
Neither the TSXVenture Exchange nor its Regulation Services Provider (as that term isdefined in the policies of the TSX Venture Exchange) acceptsresponsibility for the adequacy or accuracy of this release.
Cautionary Statement Regarding"Forward-Looking" Information
This news release contains "forward–lookinginformation or statements" within the meaning of applicablesecurities laws, which may include, without limitation, statementsrelating to the terms, gross proceeds and completion of the Offering,the expected timing of closing the Offering, the use of proceeds ofthe Offering, advancing the Company’s projects, anticipated drillprogram at the Tombstone project, the technical, financial andbusiness prospects of the Company, its project, its goals and othermatters. All statements in this news release, other than statements ofhistorical facts, that address events or developments that the Companyexpects to occur, are forward-looking statements. Although the Companybelieves the expectations expressed in such forward-looking statementsare based on reasonable assumptions, such statements are notguarantees of future performance and actual results may differmaterially from those in the forward-looking statements. Suchstatements and information are based on numerous assumptions regardingpresent and future business strategies and the environment in whichthe Company will operate in the future, including the price of metals,the anticipated costs and expenditures, the ability to achieve itsgoals, that general business and economic conditions will not changein a material adverse manner, that financing will be available if andwhen needed and on reasonable terms. Such forward-looking informationreflects the Company’s views with respect to future events and issubject to risks, uncertainties and assumptions, including the risksand uncertainties relating to the interpretation of exploration andmetallurgical results, risks related to the inherent uncertainty of exploration and development and costestimates, the potential for unexpected costs and expenses and thoseother risks filed under the Company’s profile on SEDAR+ atwww.sedarplus.ca While such estimates and assumptions are consideredreasonable by the management of the Company, they are inherentlysubject to significant business, economic, competitive and regulatoryuncertainties and risks. Factors that could cause actual results todiffer materially from those in forward looking statements include,but are not limited to, the ability of the Company to complete theOffering on the terms described herein, including obtaining therequisite approval of the TSX Venture Exchange, continued availabilityof capital and financing and general economic, market or businessconditions, adverse weather and climate conditions, failure tomaintain or obtain all necessary government permits, approvals andauthorizations, failure to maintain community acceptance, risksrelating to unanticipated operational difficulties (including failureof equipment or processes to operate in accordance with specificationsor expectations, cost escalation, unavailability of personnel,materials and equipment, government action or delays in the receipt ofgovernment approvals, industrial disturbances or other job action, andunanticipated events related to health, safety and environmentalmatters), risks relating to inaccurate geological, metallurgical andengineering assumptions, decrease in the price of gold, silver,copper, and zinc, capital market conditions, restriction on labour andinternational travel and supply chains, loss of key employees,consultants, or directors, increase in costs, delayed results,litigation, and failure of counterparties to perform their contractualobligations. The Company does not undertake to updateforward–looking statements or forward–looking information, exceptas required by law.
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